Resident Evil:Project Noah
by Alternate reality seeker
Summary: A Resident Evil spin-off inspired by the The R-virus series and Project:Eden of the Hentaifoundary website, this explicit story takes place after the fall of Umbrella. An offshoot of the organization gathers surviving members to launch project Noah to repopulate the Earth after World War 3, by creating an 'ark' filled with sexy women and various mutants interested in breeding, lem
1. Reunion

** Disclaimer: For anyone reading this I do not own the Resident Evil franchise for that belongs to Capcom.**

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_**Warning: The contents of this story are explicit, unrealistic and may not be for the prudish with it's...odd lemon scenes.**_

_**I must admit that the really curvy women are what kept me somewhat interested in this franchise, so I write this AU story to satisfy our urges. Project Noah's ladies are usually obscure females like Rachael Foley or Ashley Graham, the OCs are either expies of other Capcom babes or new characters maybe from other companies. I give my thanks to the Authors' who wrote ''**_**_The R-Virus Series'' and ''Resident Evil: Project Eden'' for inspiring me to write this AU. If you wish to skip to the lemon parts jump to chapter 3._**

**In the descending elevator, of an underground Laboratory in an unmarked location, it is 9 p.m. There are two scientists inside the elevator each carrying two metal briefcases, one chubby one and one skinny one, who are both between in their mid 40's having a conversation with each other.**

_"And then she was busy bitching about younger men don't appreciate her big tits" _said the fat man complaining about his lazy assistant._ "__Well not sure what to make of that Gerald, your assistant Gina is a pretty hot babe with round glasses." _said the skinny man with a chuckle_. "So Samuel, have you heard about escalating tensions between the superpowers?" _said Gerald the fat man_. _

_"It's really hard not to notice actually with all the talk about biological weapons like mustard gas being supposedly thrown around and the dwindling decrease and increase in demand for oil, the problem could turn into world war 3 for all we know!" _exclaimed the skinny man named Samuel_. "Makes you wonder why we bother with BOWs when the world's armies could level each other with the push of a few buttons, when we still worked together under Umbrella." _Gerald exasperated_. "Yeah I mean if some corny cops can blast them to pieces all of the time with standard weaponry..." _Samuel added.

_"Ah the Mansion incident, poor Wesker if only he knew that the Tyrant actually understood the meaning of double-tapping by crushing his skull into paste when he was knocked-out." _Gerald sighed flatly_. "Oh Gerald remember that time where Mr Birkin went bananas over the G-virus and got several of our personnel killed?" _Samuel said_. "Not Umbrella's best moment Samuel, we should be glad that neither of us were there at Raccoon City when all hell broke loose." _Gerald said.

_"When those S.T.A.R blokes offed Sergei, it was game over for Ozzy, good thing we took what as much research data as we could carry on that day and legged it." _Samuel said reminiscing about Spencer's downfall_. "So what does our old colleague host Dr Solomon want?" _Gerald asked discussing their invitation downstairs._ "Maybe he want's a joint business venture for old times sake?" _Samuel said with a shrug_. "Well we won't have to wait for long." _said Gerald shaking his briefcase, as they reach their designated floor_._

As the elevator doors parted, the two former Umbrella scientists are greeted with the sight of a laboratory with two stasis liquid tanks, one which is empty and the other containing a young curvaceous lady in white locked in it being completely inactive, several old test result files strewn over the lab's tables, several cages containing prototypes of previous BOW's like the ivys, the hunters, the lickers and some other new BOW species they have never seen before, the first three species also look a little different than their original counterparts. A strange new container which holds a gas station's worth a liquid in the form an odd new virus called the "**I-Virus"**.

The duo also spot their old colleague who is quite elderly in appearance, he seems to be in early 60's standing and facing right in their direction, but the most baffling they saw... was an big emerald green A.I computer positioned right beside him from the ceiling which looked very similar to the Red queen. "Hello gentlemen I've been expecting you both" said Solomon. "_Solomon...is that the re-_" said Gerald before Solomon replied "_No Gerald this is her Successor the Emerald Queen, capable of transmitting her conscious into other computers and other mechanical forms_". "She was of great help to me in furthering my perfection of my I-Virus after I was testing it in Raccoon City personally an-" Solomon continued until Samuel interrupted, "_Wait a minute Solomon you were at ground zero making and testing a new virus? How did this go unnoticed by the rest of us?_". "_Well only Ozwell had knowledge of my presence in the city and my research, which he took to his grave, I was then able to create my own Red queen from stolen files about her after Sergei's death_." Solomon explaining himself to them.

"My friends I brought you both here because you two have made the most profits of your own work after after the disbandment of Umbrella, where it's surviving scientists and personnel have escaped to strike out on their own by making their BOW products." Solomon said. "I wish to show two my plan to repopulate the Earth after World War 3, a plan known as Project Noah!" Solomon announced boldly. "Solomon maybe you are just exaggerating..." Samuel said very nervously doubtful, "Tell that to the Emerald Queen, who has already calculated the Doomsday Clock by analyzing the world's tension breaking point!" Solomon replied.

"The news has made it clear that the sudden loss of the world's fossil fuels in recent wars and the use of biological weaponry has escalated tensions greatly..so that be possible what do you suppose your project will accomplish?" Gerald said. "It is not so much as World War 3 being possible as it is in truth inevitable, my friend allow the Emerald Queen to explain Project: Noah." Solomon said. The Emerald then fully goes into full gear, "**Elaborating...the contents of Project Noah**" speaking in a mature lady-like voice.

** _That's all for now! I'll try to update as soon as possible!_**


	2. Debriefing and Project Initiation

**Disclaimer: For anyone reading this I do not own the Resident Evil franchise for that belongs to Capcom.**

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**Project Noah is the response plan to the outbreak of World War 3, through genetic selection and preservation of lifeforms, with the aid of the I-Virus and the construction of a massive luxury/armored carrier ship known as the ARK.**

**Content 1: The Doomsday Clock Scenario**

** In recent years the World's most advanced nations are becoming more hostile towards each other by the years, as a result of the fossil fuel shortages and the increase in bioterrorism in the form of chemical weapons, like the invention of the Bio-bomb nuke. The global presence of BOWs and cyber attacks are also badly damaging the world economy to an extent. With the increase in stock-piling of chemical weapons like Bio-bomb nuke and sabre-rattling of various governments around the globe towards each other, World War 3 is estimated to be fired off in 9 years time, especially between major powers. While the war is expected to be over relatively quickly compared to previous world wars thanks to the new chemical weapons and advancements in military technology, the destruction will be on such a horrifying scale to the point that my calculations believe that only Iceland and maybe New Zealand could stand a somewhat reasonable chance of surviving the conflict, with their societies intact.**

_"Huh, bio-bomb nukes? Didn't the recent terrorist group II Veltro create that to make a Non-ozone layer harming, non-nuclear winter causing nuke?" _questioned Gerald_. "And didn't the Global Nations ban it for their particularly extreme human lethality rate?" _Samuel said_. **"That's what they say in public, Samuel and yes it is that same nuke Gerald, those nations are stockpiling them as we speak behind closed doors, the fact that the viruses they contain mainly target humans and leave the rest of the environment relatively intact, as well as die off quickly when left on their own without living hosts will make them more likely to be used in Mutually Assured Destruction wars." **_the Emerald Queen replied.

**Content 2: The I-Virus **

**Also known as the Incubator virus, it is a new strain mixture of the T-abyss, T and Veronica virus together to form a virus capable of creating fertile BOWs. It's initial prototype however did not have nearly such an effect as it did currently, nor was it mixture of other viruses. So far conclusive testing results indicate that the I-Virus only affects Human females, BOWs, some forms of livestock to an extent and a few species of flora and fauna.**

**The main effects of the I-Virus include:**

**-Drastic increase in Libido and hormonal sexual attraction towards other I-Virus infected of the opposite gender in the infected individual, however some of the more infectable species may show more sexual intercourse inclination towards other non-I-virus infected species and some infectable species shown no sexual attraction to other species aside from their own kind. Infected individuals also gain an increase in the chances of reaching an organism during masturbation or intercourse.**

**-Greatly increased fertility rate in infected individuals allowing them to produce more offspring, and in some BOWs species enables mutations like allowing them to develop sexual organs like penises, ball sacks and capability to produce sperm in large amounts. Females infected will also produce and spray more sexual fluid/pussy juice and breast milk in greater amounts as well. All the infected individuals' sexual fluids, pussy juices, semen, breast milk and saliva will also taste better and excluding saliva contain more nutritional value.**

**-Infected also age much more slowly once they reach sexual ****maturity this effect will immediately if they are of that age already when they are infected, they also lose little, if any of their youth or physical appearance throughout their infected lives.**

**-While these effects are mostly seen in infected human Women, the virus also seem to enhance their physical form and beauty, such as a noticeable increase in resistance to extreme head and cold, growing taller, becoming physically stronger, increase in heart size, gaining far tougher skin, bones, muscles and sturdy bodies enabling them to become more resilient to small arms fire especially from pistols, sub-machine guns, low caliber, penetration and low force projectiles/bullets, gaining better night vision sight, increased radiation resistance, increased wound regeneration, increase in pain endurance, increase in stamina, enhanced reflexes to some degree and developing powerful immunity systems to many diseases, bacteria, germs and parasites, ****some chemical weapons****. On a side note infected human females seem to gain an size increase of their curves, boobs and asses, their vaginas and anals also become capable of being tighter, being of more slimier and slightly more sticky internal texture. Assuming they only mostly mate with the O-series tyrants for the few months after their first sexual intercourse when their infection becomes permanent in one month ****or if they never mated with anyone else after their infection first becomes permanent in the following months after their first by default****. Enhancements are hardly present and or noticeable in the other species infected by the virus. ****Infected human female physical mutations might become different from the above mentioned mutations if they instead mostly mated with other species of BOWs other than the O-series tyrants then depending on which other BOW species they mostly mate with in a few months after their infection first becomes permanent, the infected human female will take on some of their mostly sex partner BOW species features. Any signs of hybridization among inter-species offspring remain to be seen, descendants of the initial infected human females will not go through the sexually transmitted mutations.**

**-Human females infected by the I-Virus also suffer from some permanent amnesia which erases most of their memories like their friends, homes, families, countries etc. This effect is needed to ease the women into their new lives, interestingly though they seem to only remember their occupations to a very basic degree like being a hooker, as well as their names, most of their original personalities, whatever language they knew before (The most recent batch of I-Virus mentally imprints knowledge like the entire English language into their brains if they didn't already learn it for convenient's sake), basic human knowledge like the ability to hunt, read,recognize objects, cook, usage of electronics,etc and the fact that human civilization existed in recent memory. **

**-Those who are infected with the I-Virus also become much less hostile towards other species infected with the I-Virus unless in self defense or out of hunger though that may only be a possibility. This effect is much less noticeable on the livestock and the devilfish BOW species due to them lacking any higher mental functions and inter-species sexual attraction. They still remain relatively docile towards I-Virus infected.**

**The virus is capable of being both airborne and waterborne, it is also highly infectious being spread through bodily fluids from sexual intercourse breathing in it or being in physical contact with bodies of liquid carrying it and being injected with it of course. The effects of the virus are permanent in a month's time of infection, though the virus's effects become reduced to the extent of it being of slight effectiveness with each successive generation of offspring of the original infected. As the virus bonds with the hosts' dna and their descendants to the point of becoming a stable constant in the genetic make-up rather than being a virus. Female descendants of the fifth generation of the original infected will be able to physically control their ability to become pregnant on their own, as a form of population control.**

**The first testing of the I-Virus prototype was carried out on raccoon City on STARS member Jill Valentine and the latest prototype of the newest tyrant sub species, the O-series, known simply as Adam in a containment room with each other in an unknown Umbrella facility in the city outskirts. The O-series tyrants are donated fertilized human egg cell of male gender conception, infused with the prototype I-virus to create the most human looking and behavioral tyrants yet capable of feeling human emotions like empathy, love, etc, as well as possessing sexual organs for reproduction and having sexual intercourse, grow pubic, facial and normal human head hair, they can even posses their own individually different skin tone, hair color and eye color depending on the dna makeup of their originated egg cell and even speak with their own unique voices, they also know the entirety of the English language from birth and also have basic human knowledge. While the O-series has no ability to grow talons in any way, they still retain their cousins great physical attributes. Adam was growing in a test tube filled with I-Virus prototype induced liquid for twenty years, after Marcus's passing before meeting Jill.**

**At first Jill Valentine was understandably reluctant to mate with Adam, after an injection of the prototype virus and few physical sexual sessions with Adam in the duration of a whole month however. Ms Valentine soon became little more than a lusty whore in heat having no compunctions with mating Adam and even permanently lost her memories of her friends, family and country, though she still retains her knowledge of her full name and the basic memory of her occupation. She even expressed a sexual desire towards various lickers and hunters that she saw from her containment unit in various cages and tried to mate with them, even though they are not infected with the I-Virus prototype. They had to be separated from her sight to calm her lust, which she did by mating with Adam. She then became pregnant with his offspring, they were then both given the complete I-Virus formula to give them the full main effects of the finished virus, that the prototype lacked as of recent memory.**

_"So Jill Valentine is actually alive after being reported deceased in the destruction of the City?...Huh, so Solomon where is she and Adam as of now?" _Gerald asked._ "I'm sorry to say that I cannot disclose that information with you gentlemen, rest they are safely in my hands in a unknown isolated location, they will not be going on the ARK." _Solomon replied with a mild waving of his hand.

_"Then who is that young woman in white in the occupied test tube?" _Samuel asked pointing to the sleeping woman in the active tube._"Oh this is Katherine Warren, publicly announced as deceased in the destruction of Raccoon City, after her father the mayor abandoned to her fate, one of our main allies Police Chief Irons kidnapped her and sent her to me to be infected with the I-Virus in exchange for a safe passage out of the city, not that it do him any good in the end. She has then been permanently infected with the completed I-Virus and will be sent to the ARK when it is finished." _Solomon replied.

**Content 3: Inhabitants of the ARK**

**The ARK shall be home to various Fauna, Flora, BOWs and I-Virus infected human females in order to ensure that they can repopulate the Earth, sustain themselves throughout the voyage and protect themselves if they need to from hostile survivors. The ecosystem there need to include:**

**1\. The 700 I-Virus infected females and the 300 O-series tyrants**

**While gathering 300 fertilized human egg cells destined to become males for virus injection shouldn't be too much of a hassle, gathering 700 females nearing or of full sexual maturity will be a much harder task. As the females must be fertile, healthy and have ideal female curves, like big boobs, big butts and fine figures to be of maximum sexual appeal. It is recommended that obtaining females of those qualities should be handled with great discretion, less we attract unwanted attention, females of high social standing should be captured with utmost subtlety. Though during the voyage pockets of the 1000 lifeforms should be released once at a time, for each passing month. Each of the 1000s will be immediately infected with the I-virus upon retrieval. **

**2\. The 75 hunters type Q species**

**These hunters are mostly mixed dna of alligators and crocodiles unlike the previous species, to give them the ability to swim in both salt and fresh water environments, all 75 hunters are male and are capable of some degree of inter-species breeding their offspring are laid as eggs thanks to being infected with the I-virus. The hunters can be located in bodies of water and partially submerged areas, where they tear their foes to shred and endure with the thick hides. They are capable of hibernation to preserve energy. They are all male.**

**3\. The 75 lickers type A**

**Unlike their predecessors these lickers, are of amphibian genetic make-up possessing physical traits of salamanders and frogs, capable of inter-species breeding ****thanks to being infected with the I-virus****. Located around bodies of water and damp and humid areas, they can also cling to ceilings and walls if they need to. They use their sticky tongue to ensnare prey and mates and possess eyes. They are all male.**

**3\. The 75 ivy +XYZ and ivy +ABC**

**These ivy species are created with fertilizing environments in mind to increase the growth of crops, trees and other flora be they be humid and damp or temperate, cold and dry respectively. Both plant themselves in different ways and can inter-breed with other species to a degree and can absorb breast-milk and sexual fluids for nutrients if they needed to, due to the mutation of the I-virus, they usually reproduce by spreading seeds around. The XYZ species takes the forms of topical and mangrove trees depending on where they plant themselves, needing only basic necessities to thrive and facilitate the growth of nearby flora. The ABC species takes the form of temperate, cold and dry environment trees, since they primarily grow in only those climates, they will be kept in storage for the voyage until the ARK makes landfall in dry, cold and temperate environments. Where they can be planted to facilitate flora growth in those areas with ****only basic necessities to thrive.**

**4\. The 30 plant-45**

**Similar to the their predecessor plant-42 and not unlike the above-mentioned ivys, these plants are created to facilitate flora growth and fertilization in areas with plants by planting themselves in the ground and can take on physical traits of the nearby flora. However unlike the ivy they can live and thrive in all kinds of environments as long as their is soil present there, ****needing only basic necessities to thrive and facilitate the growth of nearby flora and can ****absorb breast-milk and sexual fluids for nutrients if they needed to. Despite having the high potential to being infected and mutated with I-virus they cannot inter-breed with other BOWs species and fauna species, they can reproduce with by spreading their seeds around. They can also defend themselves and the ARK from foot or aerial attacks with their tentacle vines and by spitting high velocity acid at attackers. ****The means to create them have yet to be ****acquired.**

**5\. The 75 umibozu **

**A distant counterpart to the ooze of the T-abyss virus, they seem to take on physical****cephalopod like traits similar to octopuses and vampire squids due to the I-virus mutations. That being said they can live and walk on land, though they usually prefer to be near or in bodies of water being sea-borne lifeforms. They also c****an inter-breed with other species to a degree ****thanks to their I-virus mutation****. Their main feature is their uncanny intelligence in operating, understanding and maintaining the ARK's machinery, to synergize with this they are fairly resistant to extreme temperatures, electricity and radiation. They are all male and have night vision.**

**6\. The 15 ****ular laut **

**Sea kraits mutated by the I-virus similar to Yawn, though ****they cannot inter-breed with other BOWs species and fauna species they are still mostly passive towards I-virus infected unless they need to defend themselves or are extremely hungry. They main duty is to defend the ARK from attacks be it from sea or land, they are mentally conditioned to respond to ****signal light and sounds to either leave to patrol the ARK's current surroundings to deal with potential hostiles or to eat, or return to the ARK to defend it from attackers who breached it with bright green or red lights with their own different sounding alarms. These lights and sound alarms are placed on the outside of the ARK and placed in their habitation in the internal deck bottom. The green lights and signals are usually the default mode unless the ARK is directly attacked. They are resistant towards radiation and electricity and night vision.**

**7\. Devilfish and sea mine poulations**

**These BOW populations are created to be food for the inhabitants of the ARK. While they are both infected by the I-virus they have no ****inter-breed ability with other BOWs species and fauna species they are still mostly passive towards I-virus infected and will not attack unless they need to defend themselves or are extremely hungry. The devilfishes are BOW fishes infected with the I-virus to grow slightly bigger, while the sea mines are BOW jellyfish infected with I-virus. The devilfish main row in the ARK is to be food for the inhabitants of the ARK particularly the ones at the middle and top part of it. Whereas the sea mines are mostly food for the umibozu and the ular laut at the bottom floors of the ARK due to the ability to discharge electricity when touched. Unlike most of the other BOWs their intelligence is on par with livestock at best and have no humanoid qualities. The means to create them have yet to be ****acquired.**

**8\. Non-BOW Flora and Fauna**

**Various non-BOW fauna and flora serve to be part of the ecosystem as well as it's main supply of food. They are not BOWs in any way. The fauna consists of common fishes of fresh and salt water habitation, water bugs, pond skaters, diving bell spiders, cows, chickens and pigs used to maintain the ARK system, and cannot be infected by the I-virus in any way. The flora consists of various tropical crop, fruits and vegetables plants and trees, as well as other tropical plants like lily-pads which will all be planted at the top deck ARK and maybe a few in the middle. The flora also consists of seaweed and corals which will be both planted at the lower and maybe middle floors of the ARK. Interestingly, the non BOW flora can be infected by the I-virus to a degree the mutation allows the to ****absorb breast-milk and sexual fluids for nutrients.**

**Content 4: The Structure of the ARK itself**

**The ARK is a luxury cruiser/ carrier like vessel of massive size designed to be able to sustain a population of 100 000 people, with it's outer and inner hull to be made of lead, outfitted with chrome plating on top of the lead for radiation and corrosion resistance respectively, as well as having submersible capabilities. It also has a retractable lead shielding which can cover the top deck part of the ARK should it be struck by missiles or if it needs to submerge, it shall be constructed in a hidden sea cave in a isolated part of the World to hide it's existence.**

**1\. The Command Deck Tower Bridge**

**This is where communications within and beyond the ARK are transmitted and also where the captain resides, alarms, announcements and steering of the ARK take place. The Tower is located at the front top deck of the ARK, surrounded by the nature reserve area. A few anti-aircraft guns are also located on the tower, to provide the ARK with defenses from aerial assault, there is also a security room within the tower, which contains various firearms and rpgs, access to it locked by the Emerald Queen, two helipads with two carrier helicopters on them ready to be immediately used are also part of the tower, located at it's foot. The Emerald Queen also resides here to keep an eye on the on goings of the ARK, through a surveillance system consisting of various hidden cameras on it's floors. There is also a water tube tunnel filled with water connecting the Tower to the engine room power generator, by a submarine vault door entrance on either end of the tube, which the umibozu can use to move between the two areas quickly. The tower can be accessed by stairs on the upper deck floor or an elevator which can be accessed through all three floors.**

**2\. The manufacturing Wing **

**This is located in front bottom deck of the ARK, occupying the front of the middle and bottom floors of the ARK. The ****manufacturing Wing's purpose is to be where vehicles, machinery and other electronics are built in, it is also where land and sea vehicles are stored and rolled out from here as well by opening the Wing compartment front. Umibozu are located here, as well as other sea-based flora and fauna, be they be BOWs or not.**

**3\. Nature Reserve **

**This large area takes up most of the top part of the ARK deck, the whole reserve as well as the Command Tower is enclosed by a massive glass canopy to preserve the top deck's environment, by keeping the humidity and temperature of the top deck as a tropical climate by insulating heat, having massive water sprinklers attached at various points of the glass canopy which emit rainwater to stimulate rain, LED lights at various points to stimulate sunlight in the absence of the sun and an oxygen filter to keep the gases in the reserve stable like a giant greenhouse. There are various public residences with toilets, baths, livestock enclosures and two pantries in the reserve for the intelligent lifeforms there. It's landmass makeup is of a tropical rainforest island mainly in the middle of the reserve with other similar land mass in much smaller concentrations at various parts of the reserve, the rest of the reserve consists of bodies of water like rivers and oceans in the middle or edges of the reserve respectively. The main river leads to the reserve ocean and the land of the water bodies and it's edges are covered in beach like sand bodies to simulate a beach. Most of the other inhabitants of the ARK, flora and fauna are expected to be present here, with the exception of the sea mines and the ular lauts. The nature reserve is also home to most of the crops of the ARK. It is also connected to the Medical Incubation Hall through a staircase at a lower level section of the reserve, and it also connected to the waste and water treatment plant though it's pipeline.**

**4\. ****Medical Incubation Hall**

**This area is located in the middle floors of the ARK, just below the Nature Reserve and behind the middle floor part of the manufacturing wing. This hall is where most of the BOWs and all of the infected human women are stored in until further notice in fluid tanks, it is also an emergency hall where medical procedures and treatments are carried out here, like pregnancies. This is also where offspring are educated, a massive ramp that is placed on the shore of whatever the land ARK is near is also hosted down from here.**

**5\. W****aste and Water treatment plant**

**This is where water and waste are filtered out to and fro to provide water for drinking, washing, the sprinklers, living in for the middle and lower floors of the ARK and recycling, and disposing of waste respectively. While th****is**** plant is located behind the Medical Incubation Hall in the middle floor, it's pipeline is connected to all the other pipelines throughout the whole ARK. Umibozu are located here**** as well as other sea-based flora and fauna, be they be BOWs or not.**

**6\. E****ngine Room Power Generator**

**This where the electricity power for the whole ARK is generated, a h****ydroelectric power plant is located here and powered by the rushing sea water at various openings of the engine room, the controls are on elevated ground. The engine room is located at the bottom floor part of the ARK. A nuclear generator is also used in here to power the ARK and it is treated with extreme caution by being isolated in a lead tank, with outer chrome plating and being checked on all times for problems. The ular lauts are also located and contained here being where they leave and enter the ARK though specific manually controlled tunnels either to open or close to lead out into the open ocean. The lights and sound alarms that the ular lauts respond to are also present here and on the outer side of the bottom of the ARK. ****Umibozu are located here**** as well as other sea-based flora and fauna, be they be BOWs or not.**

**Special LED lights which can produce blue and red wavelengths as well to serve as a substitute for sunlight are also placed on every part of the ARK, and are to kept on for most of the 24 hour span, they can be mostly turned off for the rest of the hours. The middle floors and bottom are to be partially and mostly submerged respectively with water. The voyage is supposed to last until the max capacity of the ARK is nearly reached.**

_"And that gentlemen is Project Noah, the Emerald Queen shall be transferred to it and becomes it's AI to ensure that nothing goes wrong with the ARK or the Project once it is fully constructed." _Solomon described. _"So the 700 women with whore-like bodies are to be key to Earth's future?" _questioned Gerald as he gave a baffled look._ "Yes, Gerald and Samuel you have the genetic formula needed to create the devilfishes, sea mines and plant-45s?" r_eplied Solomon as he then switched his view towards Samuel's direction_. "Why yes I do Solomon it's in here." _Samuel replied giving his briefcase to Solomon._ "And Gerald do you have the financial contracts which will earn us the dough we to pull this off?" _Solomon asked Gerald, turning his view to him instead._ "I got it right here Solomon." Gerald said giving his briefcase to Solomon containing the desired items. "Now as you see gentlemen when the Doomsday Clock comes to it's conclusion, no expense is to spared for it means little when civilization annihilates itself." Solomon explaining himself, while gathering fully completed and copied files of Project Noah in physical forms from his tables. "As soon as Project Noah is completed, the legacy of Umbrella's creations will claim the Earth for their own, while it's foes like the BSA shall be reduced to atomic ash and be forgotten to history itself, now go gentlemen!" _Solomon exclaimed handing his files over to the two personally by hand_. _The duo then made their way back to the elevator with Earth's new future at it's fingertips...

**9 years later...**

World War 3 finally broke out, it was relatively brief as predicted and in little more than a few months, it ended with the annihilation of human civilization. The fully completed ARK then emerged from the sea cave at which it was hiding in the whole time, now sailing off into a brave new world. _**"Status updates indicate that the weather will return to mostly normal in a months' time, ecosystem environment may need more time to recover, human civilization is more or less annihilated, with only a few pre-bronze age tribal cultures like the Zulu and **__**Sentinelese remaining in isolated parts of Africa, India and maybe South America" **_noted the Emerald Queen for that she saw a few bio-nuke bombs heading to New Zealand to destroy it and Iceland has been displacing utter radio silence, their fate is presumably unpleasant. Nonetheless she shall carry out the project to the letter and repopulate the world for she still possesses the adequate amount of BOWs and non-BOWs lifeforms needed for the task ahead of her...

_**"I know not with what weapons World War III will be fought, but World War IV will be fought with sticks and stones."**_

**Albert Einstein (1879-1955)**

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_**"Sorry I took so long writing this, I just felt compelled to try my hand writing these first two chapters, but don't worry, it's all lemony and explicitly upstairs from here on out, see you all soon!**_" **From, Alternate Reality Seeker **


	3. Rachel Foley

**Disclaimer: I do not own Resident Evil, that honor goes to Capcom**

_**"Ah it feels great to get to the good lemon parts of the story isn't it? Well now let's showcase Rachel Foley one of the sexier woman in the series, wish Capcom could've done more with her..." author commentary.**_

**Warning: The following chapters contains lemon scenes, adult language BOWs explicitly breeding with human females, casual female and male nudity and etc... you've been warned. **

**I am using the US bra size measurement of breasts chart which is bigger than the Japanese bust size measurement for female boobs, for the rest of this fanfic.**

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**Two months later after World War 3's conclusion...**

**With the essential biodiversity introduced to the ARK and sent to their required places, the Emerald Queen has decided to allow the first I-virus infected female human to be released out of her tank into the ARK, starting with a 22-year old named Rachel Foley.**

She was an agent for the BSA, sent to look for the missing women just a year ago, but just as she came close to finding the truth, she got caught and captured by the Umbrella remnants. However due to her lusciously sexy figure and appearance she was spared, taken to be held in the ARK in a fluid tank to be included among the 700 females and afterwards simply infected by the I-virus upon arrival. Due to BSA not being heard of again by the remnants, the latter assumed that the former simply couldn't spare resources to find her, due to the upcoming World War 3.

Ms Foley was quite the object of lustful beauty having bright Caucasian skin color, standing at 6.8 feet tall, as well as having long blonde hair that reaches her green-eye color eyes and covers the right one, she keeps her left eye visually closed and hair also flows slightly past her shoulders. What makes her the object of lust is the fact that she is only wearing an extremely revealing, translucent black wetsuit which hugs her hourglass figure body, F-cup boobs, child-bearing hips, slim toned waist and nice big bubble butt quite skin-tightly especially after being permanently mutated and infected by the I-virus with no panties and bras underneath, she still has a good bit of lean muscle all on her body.

She is currently still wearing it, with it's front zipper being zipped down to just expose her toned navel revealing her innie bellybutton, the zipper is also capable of being pulled all the way down her figure and slightly behind her bottom back to fully expose her cunt and asshole to the whole world, should she need to relieve herself. The wetsuit is also designed with two extra seat belt like buckles on the front of the suit for extra tightness. She is also still wearing knee high boots with thick platform stilettos.

Foley's tank then was opened, waking it's sexy occupant up, causing her to remove her re-breather mask and stumble onto the floor, which is partially flooded with enough water to be knee deep for an average human female. Opening her eyes to see that she is in a big and vast medical hall with various medical supplies and devices all over the place, especially on elevated footings of the hall floor, all lit up with some form of LED lights. What caught her attention was the fact that there were hundreds of fluid tanks just like the one that she was held in, some of these tanks have been opened. _"Where the hell am I, what's with all these tubes?"_ she wondered, also noticing that she has no weapons on her person.

"Well better try to look around, I'm an trained agent to fight...who again?" she thought making her way to any potential exits, like Jill Valentine and all the other I-virus infected females she has forgotten most of her life, though she does retain memories like her job, training, full name and etc. As she was walking however, "Ohhhh, my body feels so much hornier for some reason, my ass and tits feel a bit bigger somehow..." Rachel said as she was moaning like a whore in heat.

"_My suit feels so fucking tight...better unwind..."_ she uttered under heavy sexually breathing, unzipping her wetsuit all the way down through completely exposing her cunt and asshole, completely undoing her two belt buckles on her wetsuit and even pulling at her wetsuit top apart to completely and fully display her F-cup jiggly,firm and perky boobs, nipples and areolas all completely exposed.

Finding a map containing the ships layout and facilities and their locations posted on a wall near the stairs, Rachel decided to go to the maintenance wing to take it's elevator to head straight to the command tower, _"So I'm on a really big ship? Better head to the Command Tower to learn what's happening here, hhhmmmm my libido is going on through the roof slowly...wish I brought a dildo with me."_ Rachel said, making sexual moans as she strutted towards the Wing in a very extremely explicit sexy walk her luscious ass, tits and hips swaying and gyrating with each step she took, making splashing noises with every step of her knee high boots with thick platform stilettos through the knee deep water, as her boobs, cunt and asshole and now on full display to everyone.

When she reached the Maintenance Wing she noticed though the knee deep water of the partially flooded lower elevation part of the Wing's floor which she is on currently, that there are various normal sea creatures, corals, algae seaweeds and some odd looking mutant fishes that is not aggressive to her at all, the latters look like bigger and nastier, with sharper teeth. _"That is very odd of whoever built this ship to have this ecosystem in this Wing with all these vehicles, machinery and hardware lying around."_ Rachel noted, having already seen the three latters lying on the elevated upper ground floor of the Wing.

She even noticed that the whole Wing, also has a bottom level part in the front below of the ship, through spotting a large submarine vault entrance submerged in the water of the center lower elevation ground level of the floor, which presumably is a water-filled tube tunnel entrance pool with a hole in the middle which leads to the part of the Wing at the bottom part of the ship, which probably has another similar entrance on the other end, both entrances can be opened on by hand on either side of them which proves her theory.

Rachel then notices a warning sign on the submerged entrance door which says **_"Beware of sea mines at the bottom levels of the ship! Capable of electric shocks on physical contact!"_** showing a drawn jellyfish-like creature with electric voltage icons surrounding it. _"Gulp, what kind of jellyfish can emit electricity? There are hopefully similar warnings at the bottom floors of the ship."_ Rachel said, shuddering with worry. Se finally found the Wing's middle floor elevator on an elevated ground level floor above the water, calling it down by pushing the upper arrow button, it's doors opened, she then entered and pushed the top floor button on the control panel. The doors then closed, before then taking her to the command tower above floor.

As she reached her desired floor, the elevator doors parted, accompanied by a "ding!" sound effect. Rachel walked out of the elevator to see that most of the command tower interior looks pretty similar to a normal ship with security camera screens on the monitor, radars, extendable mike on the control pad for announcements, radios and even a security room, which presumably are where weapons are stored.

However two things caught her eyes, which look out of place, a large open submarine entrance with it's doors parted at a corner of the interior on the floor filled with water with a deep hole in the middle of the entrance surrounded by a shallow pool which goes around it , with even the same warning sign that she encountered earlier on it, this entrance is certainly the same as the design of the earlier water tube tunnel pool which leads to the bottom floors of the ship.

The other oddity is far more jaw-dropping, it to appear to be an AI controlled machine droid computer which is suspended from the ceiling like auto from Wall-E, it appears watching the security camera monitor screens with a set emerald green glowing eyes and then suddenly it notices Rachel's presence and turns around to face her directly! _**"Why hello Ms Foley, you came to the tower for answers?"**_ it asked. "_H-ho-how do you know my name?"_ said Rachel in a trembling state.

**_"Don't be afraid Rachel I am the Emerald Queen, the AI of the ARK that we are on whose function is to ensure that the ARK and her purpose runs accordingly."_** the AI replied. _"ARK? That's the ship's name I suppose? Well, what's going on here?"_ Rachel demanded in a panicking voice, while pointing at the Emerald Queen with a finger. **_"The ARK is part of a secret scheme known as Project Noah, which is created as a response to the upcoming World War 3, which by now has already come to pass and ended, with the complete destruction of humanity and civilization."_** the Emerald Queen replied. _"Wha-wha-wha what bullshit is this!? The world can't have ended what evidence do you have?!"_ Rachel shouted in response in anger.

"Well I have these footages from official public news channels detailing the war, I will play them on the monitors right now." the Emerald Queen replied. The monitors then come to life with horrific footages of World War 3, with pictures including: a city being completely wiped in an instant by a bio-nuke bomb, the aftermath of a chemical weapon attack, soldiers moving around cover in a active battlefield and the Forbidden City of China being set ablaze by artillery fire and other scenes of cataclysmic destruction, the footages are also accompanied by reporters speaking in the background, _"York has been wiped just yesterday", "tens of thousands dead after chemical attack", "invasion rages on in Africa", "Beijing shelled this week"_ and so on and so forth.

**_"All this just happened two months ago, for further proof the radio line signals aboard the ARK have gotten no reception from the outside world, listen."_ **, the Emerald Queen explained then proceeding to pick up the radio line remotely, only to receive just radio static. Rachel on the hand was far to stunned to reply due to what she just witnessed. "_It's a-a-al all true...but what are people like me here for?"_ Rachel said despair-fully. **_"Well the ARK is built to preserve the population needed to repopulate the world, consisting of 700 female human whose identities are sought and chosen by the project like you, to breed with a few hundred humanoid mutants consisting of various species type that we have on board while it sails the seas."_** Emerald replied.

_"Wait, are theseee mutants safe to be around with, considering we need to ohhhhhh breed withhhh themmmm?_ said Rachel, while she is also moaning in ecstasy due to her strange intensified libido coming back again, fighting the urge to masturbate in front of Emerald right now. _**"Why of course, the humanoid mutants are designed not to harm you or any of the other females, one of them is coming up here through the water tube tunnel right now."**_ said the Emerald Queen. All of a sudden a humanoid mutant emerged from the tunnel landing on it's feet on the dry floor, soaking wet from the flooded water in it. Rachel looked at it as she heard it emerge from the tunnel, with a splashing water sound. When it fully came on to the dry floor, she took a good look at it.

The mutant stands at 7 feet tall, with the body structure of a fairly muscular male if it is hairless, it's skin is of pale color and also looks and presumably feels very slimy, soft and velvety like an octopus, yet it has firm muscles under it's skin and considering it can stand on two legs upright it must have some form of skeletal structure. While it has similar human-like arms and legs, they appear to be slightly longer than a normal man's, it's fingers and toes are also slightly longer and wobble, curve to an extent as though they were somewhat malleable and even look like tentacle appendages, on a side note they also have hook like-talon fingernails and toe nails at the edges.

The mutant's hands and feet are a little bit bigger on average when compared to a normal man's, they also have a fin on the back of each hand, feet and even one long fin on his back to help him swim. His head is mostly a normal human head, however it has no hair on either it's scalp nor inside it's nose nor around it's mouth. His ears are the same as a normal man's except for their slight shape similarity to an octopus ear fin and his nose also looks like a normal human man's however instead of two septum holes,it has two octopus funnels instead.

His mouth has human like normal lips attached to a normal looking human jaw, which however can be extended out like a lamprey's and even has the texture and feel of one, his teeth are beak like in shape like an octopus though presumably made of calcium and bone. His's tongue while as flat as a normal human's it's much longer and has tentacle like properties. The tongue also has rows of tiny suckers just mostly buried underneath it's surface, these mostly buried suckers are also located in various parts of his body's skin, noticeably his hands and feet areas. He also has two octopus-like eyes of black and white in it's center and edges respectively.

What truly caught Rachel's attention was when she looked at the mutant's groin area, while his's scrotum is largely the same as a normal man's sans pubic hair and being of slightly bigger size, his 8 and a half inches, veiny and verrrryy thick penis are what she was really staring at. "_Does he want to have seeeeex with me with that lovely biggg, thickkk and throbbing dickkk?"_ Rachel said in an orgasmic moaning way, even literally drooling on the floor as she is drinking in the sight of his big, thick as an arm and throbbing penis. **_"Why yes he does Rachel, the umibozu has similar feelings towards you as well, why don't you both sate your lusts with each right now?"_ **The Emerald Queen replied, as the umibozu walked towards Rachel with his erect manhood in tow, confirming the Queen's words.

_"Ohhhh gooooddd, my horniness has reached it's peak, come here sugar..."_ Rachel said moving towards him in a sexy walk like strut, swaying and gyrating her hips, butt and boobs with every step. As soon they embrace each other, the umibozu grabbed her wetsuit's zipper clip, which has been zipped past asshole and tore the clip off and threw it away, Rachel Foley can no longer zip her completely unzipped wetsuit back up anymore, not that she minded or even wanted too. _"Well, I guess I won't be needing that anymore, let's have our mating session in the water at the shallows of the water tube tunnel entrance."_ Rachel said, noting that the umibozu secretes a strange slimy substance from his body's skin, it seems to keep him from drying up.

(Lemon begins here)

As they stand knee deep in water on the shallow edges of the water tube tunnel pool surrounding it's deep hole to the bottom of the ARK in the middle, the odd couple are locked in a kiss exploring each other's mouth with their tongues, with Rachel also rapidly milking/jacking off her sex partner's manhood with her bare hands with a meaty "squish!","squish!" sound rhythm. Whereas, the umibozu was leaning on slightly on her while kissing her, is also using one of his hands to hold her and the other to play with her boobs like fondling them like dough with a fleshy sound rhythm "grope", "grope" making her nipples erect and hard.

"Hhhhhmmm... you are a good kisser aren't you?" Rachel uttered, as she is stuck by the rising lust heat in her body, his tongue tastes and feels sweet, salty, slimy and fleshy. Their tongues stoking, coiling and going over each other as they french kiss with a lovely meat sound "swrsh!", "swrsh". The umibozu is making a sexual moaning/grunting sound in the process, especially when he uses his longer tongue to taste the back of Rachel's mouth. However, the kiss then ended with tongues and mouths disconnecting with strings of saliva from one another still briefly conjoined.

Next up, Rachel then turned behind herself, with the umibozu facing her back, before proceeding to shake her lovely rear in front him, _"Nooowww please mount my knees over your shoulders and pull my pussy to your mouth, so you can help yourself in licking and eating out my pussy with your long tounguuuueeee, I will help myself to your big, thick and throbbing manhood sugar."_ Rachel requested to the BOW. He then proceeds to do exactly that and lifts Rachel by her legs and mounts her knees over his shoulders leaving him within licking/eating out range of her womanhood, Rachel on the other hand is within deep throat range of his manhood flat on her face, being suspended by her sex partner, _"Ohhh yesss..."_ she mattered under her ecstatic moans.

Then they both went out at it, with the umibozu licking and eating out Rachel's cunt, even shoving his long tentacle-like tongue deep into it and even extending his jaw to it as well, making meaty, slimy slurping sounds all the while _"slurp!"_, _"slurp!"_,_ "slurp!"_. Rachel on the other hand is busy licking, sucking and deepthroating his cock up and down in the following order, _"Mmmmmphhh!...so tasty!"_ she groaned, or she would have if not was muffled by the big cock she was taking down into her throat with smooth ease, making fleshy suckling sounds _"slurshppp!"_, _"slurshppp!"_, _"slurshppp!" _never stopping to gag for a moment for pushing her head downing his dick to his balls, with her saliva running down his manhood, to his croutch and then his balls, making him sexually groan and moan in anamalistic ecstasy _"Ooohhhhhhwwwaaarrgggggmmmppp"_ it uttered.

This went for on for two minutes until they both reached their climaxes, "_Mmmmphhhh!...mmmmhh!...ohhh...I am cumming!_" Rachel uttered in a sexual moaning manner, as her pussy ejaculated it's cum into the umibozu's mouth, he was quick to lick up as much of her nectar as possible with a meaty loud "lick" sound. The umibozu's penis however started rapidly twitching before it discharged it's thick and creamy liquid semen into Rachel's mouth in large amounts, Rachel still swallowed it all down without gagging or barely spilling any of it on to the pool water, _"Aaagggmmmmphhhgggg!...so thick, slightly salty and gooooooodddd!_" Rachel muttered in lustful delight when drinking up the cum. Then they took their tongues and mouths out of their genitals, with droplets of saliva and their sex partner's love juices still briefly connected to their respective genitals by a few liquid threads.

_"Well now sugar...let's get to the main course! Shove yooouuurrr wooonnddeerrful meatstick into my pusssssyyyy as deep as you can fuck itttt!"_ Rachel said to the BOW, while laying her back on the dry floor part in a corner of the tunnel pool and exposing her moist cunt to him by spreading her legs apart. The umibozu immediately shoved his dick into her pussy with incredibly smooth ease, even kissing the mouth of her womb with it accompanied by a loud meaty sound of genitals connecting each other with a "squrlsh!"when the cock first entered, then a "swmshhi!" when it went deeper, _"MMMMMMPPPPGGGHHHOOOOHHHYESSS!"_, Rachel letting out a very loud, lustful and ecstatic moaning sound as she was being penetrated by the 8 and the half-inch penis, she was even making an ahegao face with her tongue wildly sticking out of mouth wantonly.

The umibozu on the flip-side is enjoying himself just as much making lewd grunts and noises, like "phmmmpppggg!" as he fucks her pussy and he makes even more of the sounds, when he starts rapidly thrusting in and out her cunt with increasing frequency making more of the "squrlsh!" and "swmshhi!" wet meaty noises, as he keeps pumping in and pulling out of her womanhood filling her womb slightly with pre-cum from his cock spilling through being pushed against her womb entrance.

_"Ooooohhhhhaaaahhh!...yes sugar fill thrust harder into my naughty cunt, enter my lust-starved wommmmbbb!"_ Rachel moaned in response, even wrapping her legs around the BOWs back, allowing him to fully thrust deeper into her, also enabling his cockhead to squeeze through her womb entrance with a loud sound,"squelchingswismpg!" of flesh being rubbed and parted. Rachel's fully exposed round, firm and fully exposed from her wetsuit top, F-cup boobs are also bouncing and gyrating rapidly, while she is being fucked, her nipples even become hard and erect and even shows signs of lactation, with driplets of breast milk dripling from their tips. He even resumes lewdly kissing her as well by using his extendable mouth jaw, _"SMOOUCHHRM!", "MMMMPGH!...never miss a moment do ya?"_ Rachel squealed, while being kissed.

Suddenly after a few minutes of lovemaking, with what the sounds and smells of sexual intercourse filling the room, the thrusting penis rubbing vaginal walls with "Squisrrchh!", "Fwchhhh!" sounds, Rachel suddenly felt her lover's penis begin swelling and twitching rapidly...a sign of a climax! _"OHHH YESSSS! PLEASE SUGAR! CUMMM INTO MY SLUTTY WOMB!"_ she moaned. Then the umibozu roared simultaneously_ "Rarrrrrrhhhh!"_, before ejaculating deep into her womb with a fleshy squirting sound, "SPRSHWHHRRRR!", filling her baby room with his cum to the point that it causes her to cum herself. Their love juice mixture then began to overflow out of her womb and then out of her womanhood and the dripping down his penis , down to his balls with the intensity of a leaking fire hydrant and then polluting the blue hole tunnel pool water.

1 minute later

_"Whoerrrrraaahhhh"_ Rachel panted in ecstasy, _"My,my your wiener is still quite hard sugar...our love juices are still leaking out of our genitals and into the pool..."_ she noted, as the lewd leak is still somewhat prevalent and that his dick is still erect deep in her snatch. _"Hmmmm, my nipples are still hard and leaking, perhaps we can go for round 2?"_ she uttered, noticing that her F-cup boob nipples are still lactating and erect. The BOW is currently still catching his breath to an extent, but is still eyeing her erect, milky tits. Then, suddenly he tightly gropes her udders and starts shaping them in an anti-clockwise direction, causing his lover to moan excessively, _"OOOOHHHH! That's a yes then!"_ she said under a moaning breath.

He then makes her leaking nipples press together with his thumbs before proceeding to noisily lick and suck her boob juices like a big straw using his extendable mouth jaw and tentacle tongue to great effect making "SMOOSHSRHING!" and "SLUPSPRMP!" sounds, he also resumes thrusting his hips and manhood into her pussy, making even more lewd fleshy intercourse sounds of flesh meeting flesh, due to the cum mixture still leaking out of their genitals with "SHUPLAR!" and "SQUISWR!" sounds, _"OOOOOOHHHHAAAAAAAAHHHH! FUCK YES! SUGAR DRIVE ME TO ADDICTION WITH YOUR GRAND COCK! SUCK MY HOOKER NIPPLE TITS TILL THEY ARE DRY!"_ Rachel screamed in pure lustful bliss, even using her free arms and legs to wrap around his body to pull him towards her, as his hands and mouth are still preoccupied with her boobs.

The fucking and sucking continued for five minutes straight, Rachel almost loses conscious and awareness of her surroundings as she slips into a catatonic state with her face looking like a bitch in head, combined with her tongue sticking out, as her lover drinks her nipple milk and fucks her cunt and womb into oblivion,_ "FUCCCCCKKK MMMMEEEE! SUGAR! ABOUT TO FFFFUUUCCCCKKKKKIIINNNGGG CCCCCCUUUUMMM!"_ she uttered loudly in a sinful shriek of pleasure. He actually acknowledges her warning, growling loud and lewdly "GGGRWWAWRA!", before preparing to climax as his penis twitches rapidly again. And then they both simultaneously climaxed at the same time, _"YYYEEEESSSSSSSSSS DO ITTTTT!"_ Rachel screamed, _"RROOOOAAARRR!"_ the umibozu roared.

Their fused genitals unloaded their sexual fluids into each other, causing Rachel previously flooded womb from the last climax, to be even more filled to the brim to extent that her stomach begins to take on a slightly balloon-like belly form from all the excessive fluids, her nipples even ruptured in lactation, rapidly shooting her breast milk like a pair of water guns. The cum overflow was unsurprisingly more excessive with the leaking flowing down their genitals at a much faster rate. This stayed on for two minutes, with both lovers being locked in a brief moment of ecstasy, oblivious to everything except each other. Then, the umibozu finally pulled out of her cunt, causing the somewhat blocked overflow of love juices to spill right out their genitals like a running fountain, staining the surface of the pool with it, turning the blue pool into something out of a hentai fans wet-dream.

_"That felt aaammaaazzziiiinnnngggg, sugar...I will want to see you again, at night byebye!"_ Rachel said in a panting even blowing a lewd kiss to the BOW, he then nods understanding her request, before diving into the blue hole tunnel again to the lower floors, through the cum-layered surface of the pool. **_"Ms Foley, it has also come to my notice that a captain to direct the ship and read the announcements, is needed, do you wish to take up the role?"_** the Emerald Queen asked, offering a ship captain hat to Rachel in one of her "arms". _"Haaahaaa, okay Queen, I'll be captain as long as I can get to plow Sugar's species... I think I know where to go to find more of them right now."_ Rachel replied taking the cap of her "arm" and wearing on head. Before proceeding to walk out of the pool and making her way to the second floor, treatment plant, in the most lewdest post-apocalyptic sexy walk yet there is, wiggling her lovely hips back and forth and her breasts jiggling wildly like jelly, leaking a constant stream of her lover's and her own cum mixture on the floor from her pussy and even still dripping her lactating breast milk on the floor as well with every step there, leaving an erotic sexual fluid trail along the way.

Second floor, treatment plant

A dozen umibozus were hard at work, managing the plant's machinery, even when it was partly flooded to knee deep levels on the lowest elevation floor. Everything was going normally until, they noticed the presence of a young woman with a curvy, hourglass figure sexily strutting into the plant, making splashes in the partially submerged water, leaking love juices from her fully exposed F-cup breasts and cunt polluting the floor water, while wearing a fully exposed bodysuit and a naval ship captain hat on her head known as Rachel Foley.

They all immediately stopped work to stare at the newcomer, hypnotized by her lovely body. _"Oh my boys, hard at work?"_ she asked, with a sexy gesture, the BOWs immediately nodding, as their thick and long genitals become solidly erect almost immediately. _"Well it's your lucky day gentlemen, I'm feeling really horny right now, care to help me out with that?"_ Rachel requested in a seductive voice, while also fondling, massaging and jutting her sexy figure right before their eyes.

The umibozus immediately dropped everything and gathered around her en mass, one of them sliding underneath her and pulling Rachel flat on to her back, only to land on him instead of the partly submerged floor. followed up by two more umibozus positioning themselves either in front of her or beside her and three of them preparing their manhoods to triple penetrate her in the ass, cunt and mouth respectively and simultaneously.

The other nine of them are waiting their turn, while encircling Rachel, jerking of their dicks rapidly, Rachel noticing this uses her free hands to help jerk their dicks off, _"Let me give you boys a pair of hands with those."_ she said in a sexually anxious voice, while also spreading her legs far apart from each other and even sticking them high into the air as well.

(Second lemon begins now)

The three BOWs impaled their genitals, into the voluptuous Rachel's cunt, asshole and mouth at once, sliding into her holes with obscene yet ecstatic sounds of flesh meeting flesh as they thrust their hips into her. While penetrating her cunt and mouth, proved relatively easy, due to how wet and smooth they are, previous cum from Sugar being somewhat of a factor for the former part, penetrating her asshole proved harder to an extent though ultimately, the umibozu beneath her eventually was able to fully enter her anal hole to his dick'hilt, due to how wet it was from her horny state.

_"OOOOHHHHAAAHHH! Your cocks feel great, my asshole in particular fffeeeelllllss so fucking good and tight, keep going!"_ Rachel said, or she would have if not for the fact that her mouth is full of a BOW's thick penis. The trio then intensified their pelvic thrusting, making loud fleshy sounds of sex, with noises of _"SLURUPMH!"_, _"SULKPOLP!"_, _"SMIOPHUM!"_ at her pussy and mouth, while at her asshole sounds of _"SQUSISKFM!"_ and _"SZWMBIUM!"_ are heard instead, showing how tight her cunt is.

At the same time, the other BOWs either jerking of their junks or are being literally milked off by Rachel make sounds of _"FLWOASHM!"_ and_ "SQUEIZUM!"_, the two umibozus being jerked off by Rachel directly noticed that her F-cup tits are lactating as they gyrate up and down rapidly in a hypnotic fashion, her nipples shooting out milk like an archer fish spitting, with a nice "SQUISHING!" sound.

They both decided to use their free hands to caress, grope and squeeze her boobs roughly holding them in place to bring their extended jaw mouths and long tongues to nosily suckle and lick up on her nipples to drink her milk vigorously with a _"SSSSUUUUUCCKKKKKK!"_ and _"SSSSLLLLLUUUUURRRRRPPPP!"_ and "LICCCKRRP!" sounds, causing her to moan more frequently and loudly. _"MMMMMMPPPHRRRRRRGGGG! SSSOOOOO GGGOOOOODDD! HOW LONG CAN I KEEP THIS UP? I FEEL LIKE I'M IN HEAVEN, A HEAVEN FOR SLUTS!"_ Rachel uttered while making the most sluttiest, unlady-like moaning noises, as the she gang-banged into an explicit humanoid sex sandwich.

The thrusting, fucking and sucking went on for ten minutes, then the participants of the orgy reach their cumming point!_ "FUUUCCCKKK YES, I CAN FEEL MY CLIMAX AND THEIR COCK TWITCHING RAPIDLY IN MY HOLES AND OUTSIDE OF THEM! HERE IT CUMSSS!"_ Rachel said in a moment of lucidity before her climax, as the participants moan loudly all the way to their ejaculation.

Rachel and the BOW trio fucking her holes then ejaculated all at once, the cock fucking her mouth releasing his semen flood into her mouth, which she tasted and drank down all at once, before resuming to lick the excess semen of the penis while it remains in her mouth, the penis in her womanhood pierced through the entrance of her womb before cumming deep into it filling it with his baby batter, as well as her cum spilling out onto his cock, making their genitals soaked and leaking an overflow mixture of their love juices dripping down into the water, the penis deep in her anal hole flooded it completely, the intensity might leave any latest attempts of taking a crap much more interesting.

However, the trio took their cocks out her holes complete with fleshy "POP!" sounds...only for the other nine umibozus, who have been holding back their cum and jerking off intensely all this time to immediately shove a penis into each of her now vacant holes one at a time dump their load into her, then follow up with another and another load dumping until the last of them has finally ejaculated into her, causing her stomach and womb to take on an inflated form.

Rachel having tasted gulped down every ejaculation that entered her mouth through oral penetrations of four BOW genitals and whose cunt and asshole "drunk down" the rest of the cocks' cum, "_OOOOHHHH YES! Their semen still tastes so salty and thick! When they take out their cocks out of my lower body holes, I'm gonna cum again like a whore!"_ she taught to herself. As the last of the spent genitals are pulled out of her holes, accompanied by fleshy sounds of "POP!" and coating of cum still sticky and attached to them like melted thick liquid, Rachel cummed again still flat on her back on an umbozu's chest, "_OHHH I AM CUMMINGGGG!"_ she screamed as she did so.

The large amounts of semen built in her cunt and anal hole, mixed with her rushing cum spilled out of two lower body holes suddenly like a rapid waterfall, flowing into the partly flooded floor water, soaking it with love juices, causing the smell of sex to permeate the treatment plant. _"OOOOHHHHHAAAAAAHHAA...I think I can get used to this..."_ Rachel stated, as her semen inflated belly is being slightly and slowly deflated by her cum in her lower holes rapidly flowing out.

_"Slutty captain of the ARK, Rachel Foley, repppoorrtttiiinnggg for duty..."_ Rachel said, using one her hands to perform a salute to her captain hat wearing head and the other hand to rub her still deflating balloon belly before falling into a blissful nap, due to all the sexual intercourse she was undertaking.

**Notes from the author,**

_**"Sorry that I took this long, I had things to attend to, but I will try to get the next chapter ready soon! Take care!"**_


	4. Katherine Warren and Ashley Graham

**Disclaimer: For anyone reading this I do not own the Resident Evil franchise for that belongs to Capcom.**

**Warning: The following chapters contains lemon scenes, adult language BOWs explicitly breeding with human females, casual female and male nudity and etc... you've been warned.**

**I am using the US bra size measurement of breasts chart which is bigger than the Japanese bust size measurement for female boobs, for the rest of this fanfic.**

**This chapter stars Ashley Graham and Katherine ****Warren**

* * *

**Two days later... 9.30 am in the morning**

Two young women were just released recently from their fluid tanks and have also woken up, to find themselves in a strange large ship. Both women seem equally confused and decided to go their separate ways in exploring the ARK, narrowly missing contact into each other, they also took note of all the strange fluid tanks which what they assume to also contain women like them. They also felt that their hourglass body figures maybe be more physically "bimbofied", with ass, tits becoming firmer and larger, as well as having thicker hips and thighs to an extent, though they still have a little muscle on their curves, they also feel much more horny with a far more urgent physical need for masturbation and sex. Then suddenly the ship intercom came to life with an announcement.

_"OOOOHHHHHHAAHHHHH FUCK YES! SUGAR DOGGY STYLE MY PUSSYYYYY!...ISS THIS thing on?" _announced/moaned in ecstasy the voice on the intercom, which belongs to Rachel Foley the captain of the ARK, who is currently being pussy fucked from behind by her umibozu BOW, who she calls "Sugar" doggy style, while trying to broadcast the morning announcement. _"Thisssss...iisss...theeee...ARRKKKKOOHHH...caaappptaaaiiinn...Rachel Foley...speeaakkiinngg...deaarr passengers...we are currently sailing the seaaaasss...until several months have passed...to wait for the fallout of WW3 fuckkkiiinnggg up the civilization into oblivion to cool dowwwnnnn..ssssoooo in the meaannn tiimmmeee find youselves a bipedal partner to have seeexxxx wit-AAAUUUGGGHGHHWRRR! YESSS! FFFUUCCKKK ME HARDERRRR!" _Rachel uttered, on the intercom while still being nosily fucked by her lover in the vagina with _"SLLWWRSHHPP!" _and "SWWWRRROMMMPPPHH!" and "SQUUEIQICHHH!" sounds being heard.

Then, _"Sugar" _and Rachel both climaxed at once filling Foley's womb to the brim with a mixture of their love juices, with a loud "SCHRRRSSSLLLLLLS!" sound being made, _"AAAAAHHHHHHMMMMPPPPGGGG! FIIIILLLL MMMMMEEEE UUPPPP AAAGGGAAAIIINNN!" _Rachel moaned, as well as "Sugar" in a cephalopod-like drawn out groan of ecstasy, "_MMMRRRROOOORRGGHHH!"._ All of the announcements as well as the noises of their intercourse and moaning being loudly and openly broadcasted over the intercom all over the ship.

Unsurprisingly the two women who heard the intercourse/announcements over the intercom, weren't to impressed by this,_ "WW3 having occurred, destroying the World? We being all stuck aboard this ship to breed with anything that looks humanoid? That sounds like a load of crap!"_ they both said in exasperation, especially when the announcements came from a captain who sounds more like a horny slut than a proper authority figure.

However, they cannot deny that their lust and arousal levels are rising in their bodies, in between their brief moments of sexual moaning, and juices leaking out of their nipples and cunt, they would need a way to relieve their urges, so they continued to their separate individual destinations aboard the ARK.

**Katherine P.O.V**

One of the women goes by the name of Katherine Warren, the mayor of the now destroyed Raccoon City's daughter, who has been given over to the Noah project alive as a gift from Chief Irons in the hopes of being rescued as a reward, not that it was returned, after her father left her for dead. She stands at 6.2 feet tall, having blue eyes and light blonde hair combed in the hairstyle of two girlish pigtails each tied with a bracelet which runs down slightly past her shoulders on the front side of body, flowing to the level of her breasts, her hairstyle also leaves her forehead completely exposed, though her hair still completely covers the rest of her head.

Even before the I-virus infected her, Katherine was very beautiful, busty and curvy as far as a 19-20 year old Caucasian with fair-skin can be, after the I-virus completely infects her, it merely enhanced her luscious features. Her breasts are now of triple d-cup size, yet they still remain firm, soft, full and tear-drop in shape as they gyrate rapidly in many directions, while her hips, thighs and curves are of child-bearing thickness and appearance, her rear has become thick, big, meaty and jiggly, while her legs became soft and delightfully curved, her pussy and cunt became wetter and smoother, partly due to her increase in libido, her naval area and waist line still remains thin and toned with her innie bellybutton still looking the same.

Altogether Katherine posses a goddess like hourglass figure of divine sexiness, which is all barely covered by a thin white dress that she was wearing when, the outbreak, the dress is now straining heavily to contain her slut-like body, the fact that she is never wearing any footwear after her capture only enhances the goddess image.

Katherine walked to the first floor through the stairs to have a look around the ship in a somewhat sexy walk, swaying her hips around, gyrating her ass and tits as well. She is greeted with the sight of a mixture landscape combination of a tropical rain forest, a beach with a small ocean body of water and an archipelago with various small islands surrounded by water, or in this case rivers flowing in and out of the small ocean repeatedly. They are also various houses and public toilets, baths, enclosures with livestock and even a few hot-springs scattered around the islands jungles, street lamps with LED lights can also be seen in even distances from each other here and there. A pantry can be seen on two of the largest islands on the floor each.

At what is presumably the front of the ARK, Katherine spots a large ship communication tower in a somewhat far distance, where the broadcasts are made, she also notices that the whole of the first floor, tower included is covered in a massive glass canopy, making the whole floor look like a giant greenhouse. Most of the first floor is then considered to be part of the Nature Reserve section.

As Katherine is one of the smaller islands, when she came up from the stairs, she decided to have a look around the Reserve's many small tropical jungles. _"Wow, this tropical reserve feels so real, even the humidity and temperature is accurately adjusted within the canopy to feel a rain-forest...yet it is still an artificially made environment." _Katherine noted, as she looks around the reserve. However, she still feel her sexual arousal rising, soaking her pussy, anal hole and causing her to slightly lactate, _"Godddd...I am feeling hornier by the minute, my dress, bra and panties are getting wet, I need to do something soon to satiate myself soon."_ she said moaning in ecstasy, as her juices start staining her clothes and begin dripping onto the soil.

Soon she approaches a a plant covered sand dune at the very edge of a fairly shallow, still river, she then starts taking off all her clothes and tosses them to the side, to go skinny dipping, "Maybe having a quick swim in the nude can relieve my sexual urges" Katherine said, as she strips completely naked, displaying her hourglass body to all. "_I wonder if I still have any family left after WW3?"_ Katherine thought to herself as she enters the river toe first as she was still barefoot when she was taken to the ARK, the I-virus has wiped her memory of her family just like the others before her. Ironically enough she would have a better family on the ARK than the one she was born with back at the mainland.

However, as Katherine begins her erotic nude swim she didn't notice a silent hunter Q was watching her from the river when she first showed up at the river bank, gazing at her like eye-candy and licking his lips perversely as she stripped and upon seeing her nude form his penis almost immediately grew hard, long and erect, he decided to use a ploy to breed with her. He accomplishes this by floating on his back just hiding underwater at just below the river's water surface and sticking his genital right out of the water surface, like an extremely lewd lure for horny women, the hunter Q type is even holding his hands behind his head in a form relaxation.

As Katherine is swimming in suggestive forms, she spots the penis sticking right out of the water, _"Is that... a penis?"_ she wondered, her horny urges resurfacing she swims towards it. When she reaches it she was shocked to see that not only was the genital real, it was also very big, thick and quite long clocking in at nine inches! It looks somewhat similar to a man's though it in truth it looks more like a reptilian penis, it's foreskin is light brown greyish while it's inner flesh is pale pinkish in color and meaty in texture and feel and it is covered in various barbs and bumps at some parts of it.

_"I have never seen a junk like this before! Wait, is it a reptile cock?_ _Should I really be considering orally fucking it?"_ Katherine said, in a confused voice wondering what to do with the genital. _"WellOOHHHAAAAAAHHH!, I need to relieve my urges somehow... here goes."_ she concluded, in a sexually moaning seductive voice, as she grips the genital with her bare hands, noting that it feels slimy on touch. Normally in a typical horror fiction medium, skinny dipping usually leads to swimmer getting eaten by the monster... not this time, not anymore.

**(First lemon sequence starts now)**

Katherine first starts jerking his penis off rapidly with increasing frequency, with moist fleshy sounds being produced like, _"SCHAWSH!"_, _"FWAAMP!"_, causing the hunter to shudder in pleasure just below the river's surface, making a sexual cooing sound, _"COOOOOOO..."_. "It feels like a thick piece of muscle! I wonder what it tastes like?", Katherine mused in curiosity as she jerks him off, causing his pre-cum to be leaking from his dong. She then starts to wrap her mouth around the genital, before proceeding to deep-throat the hunter's manhood to the hilt rapidly, with loud and wet slurping noises of _"SLLLOPRRMMPPP!"_, _"SSSLLLLURRRSSMMPP!"_ being produced increasingly as he also uses her tongue to lick and slurp it, causing the reptilian hunter to moan and groan loudly underwater, making large amounts of bubbles to ascend to the water surface and pop rapidly from his mouth, _"GRROOOWAAAHHH!"_ it shrieked. _"MMMMPPPPHHHHGGG!...OOOOHHHHH!...AAHHHHH...!_ You like this don't you big boy? I think we can switch to a fellatio boob-job now?", Katherine uttered as she moans in ecstasy, while deep-throating and licking his genital. She then takes her mouth his cock with a slight meaty sheath sound of "SQUISSWWWHHH!" being produced along with small streams of saliva and pre-cum still lubricating it and connected to her tongue briefly.

Katherine then starts physically sizing up her triple D-cup breasts, by rubbing them against each other rapidly before the hunter's penis, _"Prepare yourself for a deep-throat boob-job now..."_ Katherine said, in a sensual voice. She then squeezes the penis between her melons using her saliva as a lube though a good portion of the top of the penis, as well as it's head remains sticking out of her rack, proceeding to rub it between rack up and down repeatedly with increasing intensity and frequency, making wet fleshy jerking off noises, _"FWAMPH!"_, _"FLAMPWR!"_.

She even starts licking, sucking and deep-throating the top of the manhood sticking out of her boobs producing lewd licking and slurping sounds of _"SLORPSMP!"_, _"SUQCKEM!"_ and _"LIICCKKKEEE!"_. _"AAAAAHHHHMMMMMMM!, OHHHHHHFFUUUUUCCCKKK!_ It feels great doesn't it my man? I'm not done yet..." Katherine uttered, as she moans in pleasure slurping and boob-rubbing his cock. The hunter replied by moaning moaning and growling more loudly underwater, _"GRRAAOOOWWLLL!"_producing more bubbles which rise to and pop at the surface, he even uses on of his arms to hold Katherine's head, to push her deeper into his manhood. The paizuri continued for a few more minutes, the two approaches their climax!

As the hunter's cock begins swelling and twitching more rapidly..._"OOOOOHHHHH!_ _You're going to cum aren't you? Please shoot it all into my moutttthhhhh!"_ Katherine screamed in lust, as she increasingly deep-throats and rubs his genital with her mouth and tits respectively with all her energy. Then they both moan and groan rapidly until the ejaculation came, with hunter making a loud roar underwater, _"GRROOAAAHHWWWLLL!"_ shot out all his spunk deep into her mouth causing her thick liquid spluttering sound of _"SQHUAMSAMM!"_, as she stuffs the top part of the penis in her mouth, while giving the rest of the organ a boob-job.

_"MMMMMMMPPPPOOOOHH! SSSLLUURRRPPPPSSHH!"_ were the sounds that Katherine made, as she tasted and swallowed all of the semen being blasted into her mouth. After the ejaculation was over Katherine released her mouth grip over the cock, but not before thoroughly licking and lightly sucking and slurping it,_ "LLLICCCKKKKAARRA!, "MMMMMSUUCCKKKRMM!, "SSLLLLURRRRAAPPOOHHH!..."_, _"AAAHHHH... your cum just tasted so thick, meaty and slightly sour, it's delicious."_ Katherine commented, on the hunter's semen quality as she finishes "cleaning" his penis.

_"Well, that felt amazing, but I'd think I want to carry on with my skinny dip swimming, thank you!"_ Katherine said as literally turns her back on the hunter's penis, waving her right hand behind ass well, after finishing her boob job with him. However, the hunter wasn't having any of that, as he was still erect and ready for another mating session, he immediately fully emerges out of the water and grabs and holds Katherine by her thighs and legs with his arms from behind spreading them apart , he even positions his still hard and erect penis just underneath her womanhood. _"What the...you want to fuck my pussy now? Oh, you are quite the big reptile aren't you? Well if it makes you feel happier, I guess I can go with that, I'm still feeling horny to an extent..."_ Katherine said, her libido returning upon seeing his still erect reptilian cock positioned between her legs and seeing his real form as she looks behind her, as he holds her.

The hunter Q looks like a humanoid hybrid between an alligator and a crocodile, while his head and jaw is like an alligator in length and shape, his grin and teeth are more like a crocodile's, he has a very male broad-chest like a hunk, while his underbelly torso is off the the same color and complexion as his genital's foreskin, his back is off darker color in comparison, he posses a pair of glowing golden reptilian eyes, as well as long slender tongue, humanoid arms and legs with reptilian talons and has several oblong horns scattered all over his back as well as a row of them covering his forehead and running down his back.

The hunter then jetsons his hips into hers from under impaling her womanhood with his junk with a euphoric meaty sound of _"SQQUUIISOOFFMM!"_, causing Katherine to scream in sexually joy! _"AAAAHHHHHOOOOOPPGHHH! SO FUCKING GOOOOOOOOOODDDDD!"_ she yelled, the hunter responded with a pleased reptilian groan while smiling like a crocodile. The intimate intercourse continued with both of the moaning in pleasure at higher frequencies, _"Grrroooahhha!..."_, _"OOOOOHHHAAAHHHHIIIIIIYYYAAA!..."_, as the fucking continued with meaty sounds of_ "SQUSSIIISRRMM!"_ and _"ZZWWASSSHHQQ!"_, Katherine's triple D-cup assets start bouncing up and down as the hip thrusting continued, squirting out lactating milk in stream bursts.

The hunter upon noticing the milk leakage immediately starts licking and suckling on her tits with professional effort in addition to dick pumping her womanhood, making loud and lusty slurping sounds, _"SLLLSURPSP!"_, the creature is also cooing in response to tasting the milk. _"AAAAHHHH FUCK YESSS BIG LIZARD BOY SUCK MY HORNY UDDDEERRSS DRYYY!"_, Katherine shrieked in ecstasy in response to his tit suckling.

Three whole minutes of pussy fucking later, the love fuckers are reaching their climax..._"FFUAAAAAAHHHHH! I'M ABOUT TO FUCKING CUMMMMMM!"_, Katherine yelped, feeling his sausage rapidly twitching in her vagina, _"GROOAAAAARRRR..."_, the hunter replied ready to ejaculate to. Then all of a sudden, with a loud pleasureful roar the hunter punches through Katherine's cervix and spews his semen load into her womb! _"GRROOOOOARRRRRRAAGGHHHH!"_, he shouted, dumping his load into her baby room, with a sloshing sound of _"SSSSPPPEWWWWWRRRRREEERRSSQQHH!"_.

At the same time Katherine also ejaculated herself with a loud _"SSQQQUUSEELLCCHHH!"_ causing her cum erupt soaking her lover's manhood in it, _"AAAUUUUGGHHHOOOOOOHHHAAHHH!CUMMIIIIINGGGGG!"_, she screamed in pleasure like a banshee. A thick stream of their cum juices flows down their genitals rapidly like a running faucet into the river, causing the lewd mixture to run down the stream like a oil spoil polluting the water.

This will go on for few minutes, in that time, the pair started kissing and exploring each others mouths with licking and slurping noises, _"Mmmmmoooohhhhh...slurp, lick, slurp, mmppphhkkaaahhhh, I can still feel your thick rod in my womb, it's still quite hard even after all that cumming...I guess I won't need clothes anymore, or my original family whoever they are, I won't mind making babies with you for the rest of my life...sweety."_, Katherine said, while still lip locked with him. The hunter growled in happiness and nodded his head as they kissed, Katherine Warren was embracing mating season.

**Ashley P.O.V**

The other women is Ashley Graham a 20-year American Caucasian women, who was revisiting her high-school for homecoming, she used to be a cheerleader there and was even wearing her old dark blue cheerleader outfit, which contains her school name when she was kidnapped for Project Noah, however it doesn't quite fit her current figure, especially after being infected with the I-virus.

The outfit hugs her curves so tightly and skin-deeply that you make out her nipples (she didn't wear a bra on that day) and her pear-shaped ass, it' top completely exposes her midriff, bellybutton and even is so short and small that it exposes her under-boobs and nipples. Her cheerleader skirt is now so short that it barely covers her ass, womanhood and anal-hole. She has a pair of blue eyes and short blond hair, as well as standing at 6.2 feet tall, her boobs are of E-cup in size, and has an butt that is just as sexily curved after full I-virus infection, she is still wearing her school shoes as well this whole time.

She wonders through the partially flooded medical hall looking for something to ease her rising libido before thinking to explore the ship later, _"There's got to be something that can pass as a dildo in here!"_ she asked while wondering the strange medical floor. _"I'am not sure what these pods and fancy equipment are needed for this World War 3 refuge plan..."_, she mused as she glances at the various pods and tubes in the area.

A short while later she finds thick and long purple dildo in a medical cabinet, it looks unused, "Well that just what I needed!" she said, Ashley then takes off her soaked panties and throws them away. She then places it on the ground before riding it like a wild horse, shoving it up and down of her womanhood, with loud meat slapping sounds, _"SQUIISHHELCHH!", " SCHUURPPPMMPP!"_. _"OOOHHHSAAAAHHHH YYYEEEESSS!...It's not as good as a real dick though..."_, Ashley uttered lewdly though somewhat disappointingly. However, unbeknownst to her a tall ebony naked male humanoid was watching her masturbation from behind, the whole time ready to mate with her.

The brown-skinned humanoid was known as Abel a O-series tyrant similar to the one that seduced Jill Valentine, he is created and molded by the I-virus to be the Adonis breeder, able to procreate with females. He stands at 7.1 feet tall with a bronzed and chiseled muscular body, his head and body hair are of white color, with his head hair being short, he posses light red eyes and most amazingly had a 9-inched erect manhood, complete with big scrotum balls to match his wiener that would make any woman ejaculate by being impaled with it. He is noticed Ashley's masturbation session and wishes to help her out with libido, by dumping his semen load into her womb.

_"OOOOOHHHHAAAAHHHHHFFFFUUUCCKKKKYYYEEEESSSS! CUMMINGGGGG!" _, Ashley screamed in pleasure as she cummed with the dildo still being firmly lodged into her womanhood, causing her love juices to erupt from her pussy drenching the floor with loud _"SQQUUIIIRRRSSHHHHHH!"_ sound. _"WWWHHHHOOOOOHAHAAAHAA_,_ better still leave this in my cunt for now, it might be a while till I get a proper sausage for my sex"_, Ashley said, preparing to walk again, with the dildo still inside her womanhood dripping with cum. _"I could help you with that."_ Abel said suddenly, surprised Ashley turned to face him, and was shocked to see an literally naked alpha male right behind, with a very thick and erect penis at the ready.

_"Uhhhhhhmmmm, you saw that didn't you? AAAHHHUUhhh...I am Ashley Graham..."_ Ashley said, trying to simultaneously hold her pleasure in by crossing her legs to hide her sopping, dildo filled cunt and hastily talk to the O-series tyrant. _"I did witness your masturbation, I am simply known as Abel and I wish to mate with now Ashley."_ Abel said, priming his cock at her cunt.

_"Well Abel I think we should take the time to know each other fir- OOOFFFF!OOOHHHAAHHHH!"_ Ashley responded, attempting to stand up, but however trips and falls on her ass, spreading her legs and causing the dildo to sink deeper into her cunt, with a loud "THUMP" sound and fleshy dildo rubbing into her pussy deeper _"SLLOOPPSSSHJJ!"_. Abel then walks up to her and slides his cock in between her cheerleader top clad E-cup boobs of her sweaty and moist body. _"We shall do so through intercourse."_ Abel said as he does so.

**Second Lemon starts now**

Abel thrusts his cock into Ashley's mouth through between her breasts, with wet and lewd sounds of tit-flesh rubbing dick-flesh with noises of _"SUHHRPMM!, SSLLSUURRSSJHH!"_ , being heard. Ashley's in response starts nosily sucking, licking and slurping the top of his manhood sticking out of her mounds, and even rubbing the rest of the penis rapidly with her tits _"SQURRISSHH!_, _LICKKKORRPPSSH!, PEROSSHHLPPP!", "MMMMHHHOOOHHHAAHHHHYYEEESS, it tastes like sweet flesh candy Abel, thrust between my horny boobs even faster!"_ Ashley uttered in sexual bliss, as she felt the paizuri and sucked down his sausage.

_"AAUUUUUAHHHHH! OHHAAHH!...with pleasure Ashley."_ Abel replied, sexually groaning and intensifying the thrusts. The sucking, rubbing and thrusting continued for three minutes _"SSSLLLUURRSHHHJJJHH!, LICCKKKIOOPPRSH! and SSSUUHHRRPPPHH!"_ until..._"AAAUUUURRRGGGHHHHH! Ashley I'm at my limi-"_ Abel said reaching his climax, when Ashley immediately responds with "_MMMMPPPPGGGAAHHHMMMM! me to Abel let's cum together!"_ Ashley replied as she continue to suck his cock through her lactating E-cup breasts.

Then they climaxed with both of them shouting _"CUUUMMMMIIINNGGGG!"_ simultaneously, with Abel shooting a thick load of semen into her mouth for her wash down her throat, and Ashley's ejaculating pussy to erupt causing the dildo lodged in her cunt to be spewed out of her womanhood like a gun, causing the drenched toy to splatter and clatter onto the floor, _"SSPPEEWWRRR! and "SSLUUURRRSSSHH!"_. Both of them were soon sexually panting and sweating rapidly,_ "HHHOOOOHHAA...well Abel shall we move to round 2?"_ Ashley said, spreading her legs and flashing her soaked pussy to him, by lifting her cheerleader short-ass skirt, while sitting on the edge of an empty medical table. _"Alright then Ashley you're on."_ Abel replied, priming his still erect manhood directly to her exposed womanhood.

Abel rubs his prick at her entrance at bit before punching through it, even piercing her cervix entrance with a wet _"SQUIISSSHHHLLLRRSSHH!"_ sound, claiming her virginity. _"AAAAHHHHHOOOHHHMMPPGGGHHH! I've just...lost my virginity it hurts a little."_ Ashley commented, on in ecstasy as she loses her virginity through the plowing, small streams of blood can be seen slowly flowing out her womanhood and dripping down Abel's manhood._ "ARRAHHHGGGAAAHH!...your moist and lewd pussy feels amazing Ashley, are you okay?"_ Abel expressed in pleasure, but also noticing the slight pain that his mating partner is in after seeing the blood streams and her expression.

_"HHHOOOHHHAAAAHHHH!...don't worry Abel just keep pounding at my slutty womb until you cum, the pain will be permanently drowned out by the pleasure soon."_ Ashley lewdly, yet happily replied to his words, giving him the reassurance to continue. _"Alright then Ashley."_ Abel responded, before resuming his frantic thrusting.

The obscene rhythm of flesh slamming into flesh as theirs hips collide into each other rapidly, with wet sounds of milking and squirting of the two's juices are decorating the table edge, sounds of _"FLRRSSHHH!, "SSSSHUUULLLMMPPP, SSZRRRPPGGHH!"_ echoing throughout the medical hall. _"AAAAHHHHHMMMPPHHGG!...FUCK YES HARDER, FASTER ABEL! I CAN FEEL MY TITS LACTATING, SPILLING OUT!"_ Ashley screamed in pleasure, even wrapping her legs around his waist to pull him closer as the fucking continued, her E-cup breasts are now squirting out erratic streams of milk, as she lactates staining her cheerleader top that contains her globes with her milk.

_"AAAAHHOOOHGGH!...Then, I shall not let your milk go to waste Ashley!"_ Abel grunted, as rutted her womanhood, using his free hands to push her top over her breasts, exposing the leaking mounds to his eyes , as they make loud squirting sounds, _"SQUUIISSHRRIITT!"_. Abel immediately starts roughly groping and squeezing the globes as he simultaneously plows her cunt, causing more milk to be blasting out _"SQUIIIRSSKKK!"_ before rubbing her nipples together, _"SQUUUEEAZZZR!"_ and then proceeded to start suckling on her breasts, loudly licking and slurping her tits for their milk, _"SQQUUIIISSSHHKK!, SSSSLUURRRRPPPPPQ!, SSSSSUUCCKKKKMMM!"_. _"OOOOOHHHHHHHAAAAAUUUUUMMMMMMHHHH!...YOU SUCKING MY MILKBAGS FEELS SO GOOOD ABEL!"_ Ashley uttered, as she felt Abel suckling her breasts. _"MMMMMMHHHH!...Ashley your milk tastes very sweet and fresh, I will keep doing it if it makes you feel better."_ Abel responded, as he drank her nipples down.

As the thrusting and sucking continued, _"SLLUURRRPPSSSH!, "SSSSSHHHULLLLLMMPPP!",_ Abel's penis hits the entrance to her womb a few times before utterly piercing deep into her baby maker, with a moist _"PLLLOOPPP!"_ sound, due to his penis somewhat enlarging due to the intensity of the intercourse._"MPPPPHHHAAMGGGGHH!...Abel can you cum deep into my womb anytime now?"_ Ashley moaned in response to the cervix impalement, _"SSLLURRPPSSHHMMPP!...Anytime when you are Ashley, let's cum together!"_ Abel replied, still slurping her mounds' milk.

After three minutes of sexual activity, they both reach their climax! _"MMMPPAAUUUHHGGGH!...CUMMING!"_ Ashley and Abel screamed in union ecstasy, cunt and dick erupting their love juices into each other, causing Ashley' womb to be filled to mac capacity with their lewd mixture liquid, causing her belly to become a swollen balloon even causing a thick gout of cum to overflow spilling out of her womanhood and dripping down his manhood leaking to stain the table edge and nearby floor, _"ZZZUUUSSWWWHHRRR!, SSSSPPQEEWWSSHHH!"_ the ejaculation sounds were. _"AAAAUUUUURRRRRMMMMPPPPAAAAA!...Abel my womb feels like it's about to fucking burssstttt!"_ Ashley screamed in euphoria as the baby room is filled. _"AAAUUUHHHHAAMMM!...Ashley take it all, get pregnant by my virile cum!"_ Abel yelled in pleasure, as he dumped his load into her womb.

After two minutes later, their semen mixture is still flowing their genitals decorating the floor and table edge they were standing on with the milky liquid. Both lovers are now fairly tired after all that fucking, _"HHHOOOOHHAAAaa...Ashley was it great?"_ Abel asked, still catching his breath after his climax. _"AAAHHHHHHAAAaa...hell yes Abel, it feels better than any dildo, I think in this new world panties, underwear, bras and tops should be banned in public, slutified outfits like my cheerleader, nun, schoolgirl and nurse uniforms that skin-tight hug our curves and or display our privates womanly bits for all to see should be the new fashion sense and public nudity shall be made legal! Does that sound great Abel?"_ Ashley replied, struggling to catch her breath.

_"All that sounds amazing darling."_ Abel said, before embracing and locking into a french kiss with her, _"MMMMSSZZPP!, LLICICCKKKZZUUU!"_. A few minutes later, Abel took his sausage out of her pussy causing a small flood of love juice mixture to spill out of their genitals "dirtying" the table edge and nearby floor _"SSSSQQQPPPEEWWWRRQGGGWRSS!"_, Abel even took his still slightly cumming prick to shove into Ashley's mouth, for her to clean by licking and slurping on, _"SSSLUUURRPPPP!, "LLLLIICCKKKKEERMM!"_.

Ashley Graham has the appearance of a whorish cheerleader propped on a table edge now, as her bras and panties are nowhere on her person, her top has been lifted to reveal lactating E-cup tits that looks like they been suckled on by a bear, underneath her lifted short-ass cheerleader skirt reveals an absurd amount of cum is sill flowing out her cunt slowly, her body has the feel, texture and look of a moist, sticky, sweaty, tired and covered in semen slut, that still wears her school shoes. Her face and mouth is covered in and has huge traces of semen in respectively, like she was drinking cum out of erect penis, she wears a lewd smile on her face in a lust-filled expression.


End file.
